David R. Clay

Both publicly traded and private companies rely on David Clay for assistance with mergers and acquisitions, securities law and general corporate matters. David enjoys representing a variety of clients, including healthcare companies, manufacturing companies, professional service firms, family offices and real estate investment trusts, in areas such as:

  • Acquisitions, divestitures and joint ventures
  • Securities law compliance and periodic reporting
  • Registered and private offerings of debt and equity securities
  • Fund investments
  • Venture capital financing

In particular, David has developed a deep knowledge of the healthcare industry working with healthcare providers in navigating the issues involved in strategic acquisitions and divestitures of facilities – such as hospitals, ambulatory surgery centers and imaging centers – and in establishing joint ventures with physicians and physician groups.


  • Represented a NASDAQ-listed hospital company in numerous corporate, securities and transactional matters, including SEC reporting and compliance, Rule 144A offerings of senior unsecured notes, acquisitions of hospital systems and ancillary service lines from for-profit and non-profit sellers, and dispositions of multiple hospitals and ancillary service lines
  • Represented a NYSE-listed REIT in corporate and securities matters, including recent public equity and debt offerings and its “at-the-market” equity program
  • Represented a hospital company in its Rule 144A offering of $500 million in senior unsecured notes and follow-on exchange offer registration statement filing with the SEC
  • Represented privately owned public relations firm in complex transaction involving the sale of the company and the establishment and integration of a new multi-party public relations platform
  • Represented private equity backed portfolio company in the acquisition and establishment of multi-location urgent care center platform
  • Represented private equity firm with minority investment of approximately $10 million in “fast casual” restaurant chain
  • Represented long term care pharmacy through rounds of preferred equity financing
  • Represented numerous healthcare providers in acquisitions, divestitures, and joint ventures of physician-owned ambulatory surgery centers and imaging centers
  • Represented the special committee of an AMEX-listed REIT in connection with a Rule 13e-3 going private merger transaction valued at approximately $260 million
  • Represented a healthcare-based private equity fund in the acquisition of an outpatient wound care services business
  • Represented an India-based pharmaceutical company in the strategic acquisition of two U.S. companies involved in the manufacture and distribution of generic inhalation anesthetic gas products
  • Represented a family-owned manufacturing company in the sale of the company to a strategic investor
  • Represented lead investor in connection with acquisition of a professional hockey team


  • Member, Nashville and Tennessee Bar Associations
  • Member, American Health Lawyers Association


  • J.D., with honors, Emory University, 2004
    • Articles Editor - Emory Law Journal
    • Intern - Enforcement Division of the Securities and Exchange Commission, Atlanta, Georgia
  • B.B.A., magna cum laude, Belmont University, 2001

Legal Services

Industries Served

Bar Admissions

  • Tennessee

Up Close

Originally from Oklahoma, David is married with three young children. He enjoys camping, hiking, fishing and traveling. He also plays softball in the law league.